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TSX: PNP     Last: 3.79     Change: -0.02

Pinetree Capital Ltd. Acquires Common Shares Of Valencia Ventures Inc.

April 28, 2006

TORONTO, Ontario (April 28, 2006) – Pinetree Capital Ltd. (TSX: PNP), announces it acquired ownership of 1,500,000 common shares (“Common Shares”) of Valencia Ventures Inc. (“Valencia”) and 1,500,000 share purchase warrants (each, a “Warrant”) (each Warrant entitling the holder thereof to acquire one additional common share at an exercise price of $0.21 until March 15, 2008).  In the event that the Warrants are fully exercised, these holdings represent approximately 9.3% of the total issued and outstanding common shares of Valencia as of April 28, 2006, calculated on a partially diluted basis assuming the exercise of Warrants only.  As a result of this transaction, Pinetree owns 2,000,000 common shares of Valencia and rights to acquire an aggregate of 2,000,000 common shares of Valencia upon exercise of 2,000,000 warrants, including the Warrants.  If Pinetree were to exercise all of the 2,000,000 warrants, its ownership would represent a total of 4,000,000 common shares of Valencia, or approximately 12.2% of such shares outstanding as of April 28, 2006, calculated on a partially diluted basis assuming the exercise of the 2,000,000 warrants only. 

These transactions were made for investment purposes and Pinetree and each of its joint actors could increase or decrease their respective investments in Valenica depending on market conditions or any other relevant factor.

About Pinetree

Pinetree Capital Ltd. ("Pinetree" or the "Company"), which is publicly traded on the Toronto Stock Exchange (“TSX”) under the symbol “PNP”, is a diversified investment, financial advisory and merchant banking firm focused on the small cap market.  Pinetree’s investments are primarily in the resources sector: Oil & Gas, Uranium, Precious Metals and Base Metals. 

Pinetree’s investment approach is to build a macro position in a sector, find the micro-cap opportunities in that sector and work with those companies to build them to commercial production and create an exit.

For more details about Pinetree and its investments, please visit our website at www.pinetreecapital.com.

This news release contains forward-looking statements within the meaning of the “safe harbour” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties and other factors that may cause Pinetree’s results to differ materially from expectations. These include risks relating to market fluctuations, investee performance and other risks. These forward-looking statements speak only as of the date hereof. Pinetree disclaims any intent or obligation to update these forward-looking statements.

Investor Relations Contact for Pinetree Capital Ltd.:

Larry Goldberg, C.A.

Executive Vice President and Chief Financial Officer

Pinetree Capital Ltd. 

130 King Street West, Suite 2810

Toronto, Ontario, Canada, M5X 1A9


Email: ir@pinetreecapital.com    Web Site: www.pinetreecapital.com

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